Mild Cognitive Impairment (MCI) is a transition state between normal aging and dementia that affects about 25% of older African Americans (AAs) and predicts progression to Alzheimer's disease (AD). AAs may be at higher risk for MCI and AD than Whites, possibly because of differences in genetic, medical, and socioeconomic factors. Thus, there is a pressing need to develop preventative interventions in this high risk population. Based on an extensive epidemiologic literature that suggests that cognitive, physical, and/or social activities may prevent cognitive decline, we propose to conduct a randomized clinical trial to test the efficacy of a culturally relevant intervention, Behavior Activation (BA), to prevent cognitive decline. The intervention incorporates AAs' unique beliefs, practices, and communication patterns; resonates with their coping strategies; and facilitates access to care. We are targeting AAs with the amnestic multiple domain subtype of MCI (aMCI-MD) because they are at especially high risk. A bachelor's level nurse will deliver 6 initial in-home BA treatment sessions over 2-3 months and then 6 subsequent in-home booster sessions using language, materials, and concepts that are culturally relevant to older AAs during this 24 month clinical trial. A bachelor's level nurse will similarly deliver in-home Supportive Therapy (ST) at the same treatment intensity. ST is a placebo treatment that controls for attention. We plan to recruit subjects from multiple community sites (e.g., senior centers, senior high rise apartment houses) that predominately serve older AAs and will randomize 200 older AAs with aMCI-MD to BA or ST. The primary outcome is episodic memory as measured by the Hopkins Verbal Learning Test-Revised (HVLT-R) at baseline and at months 3, 6, 12, 18, and 24. We hypothesize that 20% of BA-treated subjects, compared to 40% of ST-treated subjects, will decline by e 6 points on the HVLT-R over 24-months. A 6-point decline on the HVLT-R translates clinically to the loss of ability to perform an instrumental activity of daily living task. The secondary outcomes are general and domain-specific neuropsychological function, difficulty with instrumental activities of daily living, depression, neuropsychiatric symptoms, and quality-of-life. This research is innovative because it targets a high-risk minority sample; employs a community-based strategy to recruit subjects, deliver the intervention, and assess outcomes; and tests a nonpharmacologic intervention that resonates with the coping strategies of older AAs. Over the past ten years we have developed productive clinical and research programs with AAs in community settings and have the established relationships, preliminary data, and clinical trials expertise to conduct the proposed research.